Freaky Friday
by RedtailHawk19
Summary: I wanted to expand on Episode ten so enjoy!
1. Chapter 1

**Disclaimer: I don't own Ultimate Spider-Man, Marvel does. I watched episode ten yesterday and I wanted to expand on the episode. So enjoy.**

_Thoughts _

Dialogue and description

**Freaky**

**Chapter one **

Peter Parker P.O.V.

_So here I am, just chilling on the roof of the Barry and Sons Lawyer firm. I've paroled the city for the last two hours and I got nothing. I mean not even a simple robbery for crying out loud. I'm starting to think I should have stayed home and watched Star Trek or something. Or hung out with my best pals M.J. and Harry. I think the most exciting thing was that prissy rich girl dropping her bran new iPhone down the vent to the sewer. Now that was seriously funny. Maybe I should just go back home and warm up the peanut Thai noodles, Aunt May left for me._

I stand up getting ready to shoot a web when I hear someone scream. I shoot a new web in the direction of the scream. I guess the saying is true, be careful of what you wish for. When I get there it's pretty chaotic. People screaming, crying and basically doing what chaotic people do. _Well I guess its show time_, I drop from my hold on the building, flip and land in the middle of the street and the screaming people.

"Whoa, what's going on around here? Why all the crazy, people?" I ask mostly to myself.

"Ah, what a lovely day." The dude who just said this is green, like puke green skin. _That is so not normal. His costume is well...stupid looking it's got some weird neck thing going on._

"Single file, Single file, every one," the Green Dude talks in a high pitched voice. I have to keep from snickering. "I want those boxes on the truck now. It's almost too easy. This city was already on the edge-all it took was a little push."

_ I narrow my eyes. This moron did not just diss my city. It's time to put this loser behind bars. _

"Oohhhh, a real live hero. I would very much like to see you all tear this do-gooder apart." _Great, smarmy green dude noticed me. His eyes have swirls in them, and the next thing I know everyone is rushing at me. Greeny is definitely using something to control them. _

"Hey come on guys, get off of me. I just washed the costume!" I struggle to get away from the people with out having to hurt them. I start crawling to the bus, trying to shake them off. I hear Green dude laughing while he watched.

_Great maybe I stead of being a hero I can become a comedian._ I kick out hoping to get rid of my unwanted passengers. _Yes success_, they fall to the ground. A flash of yellow spandex falls into my vision, I double take.

"Wolverine! What are you doing here?" _Wolverine is cool and all but to be true full the dude scares me, just a little._

"Grrrrrrhhhhhaaaaaahhhhhhhh,"

_What the hell the guy growled at me, growled like those really mean security dogs. I seriously hope I don't have to fight him. Wolverine is practically immortal with his metal skeleton and his six really, really sharp, pointy claws. Means bye, bye, Spider-Man._

"Grrrrrrhhaaaaaaahhhhhhhhhhh what did you do to these people?" He growls yet again and points with his sharp claws. _What! Really crazy badger man is blaming me? Hello everyone, I would just like to point out I have spider powers, not mind control powers. And why am I always the bad guy, doesn't he read the papers. Oh wait, maybe he does. Point to __J. Jonah Jameson__, sometimes I really hate that guy._ Now sir-smells-a lot is growling in my face. Wolverine needs some lessons in personal space and a breath mint. Because his breath is really rank. Wolverine is backing me to the edge of the bus, and I gotta say I'm beginning to freak out a little bit.

"Kid, you've got to the count of three to hit the off button on whatever it is on what you did to these people." He grabs me as he puts a no claw fist in my face.

I try to reason with him. "What? I didn't do this, I can't do this. My name is Spider-Man duh,"

"Count of three Bub." _I guess it didn't work_.

"Uh, hello if I had the power to do this, don't you think I'd use it on you. 'Cause you seriously need a shower. We're both the good guys, I'm not going to fight you. You ferret,"

I didn't get to finish as the crowd below was rocking the bus. I manage to jump up on a street light to escape. Wolverine snarls at the crowd as they attack him, someone even managed to throw a dumpster on top of him. _Great idea let's make him smell worse then he already is._ Dog man cut threw it like it was cardboard and came out looking even more pissed than he already was.

"Whose first? come on grrahhhh!" Wolverine roared as he approached the people who wisely back away.

"Hey stop, these are just people. Somethings wrong with them. Put the claws away. Maybe they've been drugged." I tug on his shoulder and gesture to the crowd.

"Nah, I could smell it then," Claws have been put away. Smell it? _Never mind I really don't want to know._ We're both back to back.

"So, you have mutant heightened senses?" I ask curious, _I bet that comes in handy._

"Ahh yep," _A man of few words._

"And you really don't mind how bad you smell. Stand back I'm gonna web them to..." I prepare to shoot my webs.

"That won't work," he rasps.

"Don't hurt anyone," I yell to him.

"Hehh, now why would I do that?" he slashes at a fire hydrant. _Do I even want to know the answer? _His foot is on the stream of rushing hard water directing it to hit the crowd_. Okay I'll admit it that was pretty awesome, at least until he pointed it at me._

"What the heck! It was Spider-Man!" the crowd crows. _I'm really beginning to wonder about these people. I mean did they not just see Wolverine laughing while he's spraying people._

"Haaaaaaaaaahhaaaaa!" _I guess not._

"Its just like they say on the T.V. Spider-Man is a menace," a fat man points at me. _Wow, thanks a lot, Mr. Jameson, you big loud mouth. Thanks a lot._

"Jameson was right about you." someone from the mob shouts. "I'm going to sue you." Shouts another. _Good luck with that lady. I'm only trying to you know, save your life! Wow people, that's gratitude for you._

Wolverine starts sniffing and looks at the Green dude. I can't believe he didn't notice until now.

"Mesmero," Wolverine growls.

"Wolverine." Mesmero's voice is even higher pitched than it was before. "Minions, destroy that mutant!" Wolverine running and screams at Mesmero. Twenty minions tackle Wolverine the ground.

Mesmero is runs away laughing, _well can't have that now can we._ I hit him with a web, and he tumbles to the ground. I hop onto the van and look down at him.

"Hey! You aren't leaving yet are you? I haven't even brought out the birthday cake."

Mesmero crawls away to the door of the van and opens it. But unfortunately for him, he doesn't see Wolverine coming. Wolvey kicks the door and slices it off the van.

"You have until the count of three, Mesmero, give their minds back." Wolverine slams him against the van hard.

"Who is this guy?" I ask hoping for some answers.

"This Worm uses his mutant powers for crime. Let go of their minds, Bub." Wolverine slams Mesmero again.

"One," A claw goes up. "Two," Second claw goes up. "If you've done the math, you know Three is gonna hurt."

"Okay, I give, I'll free them." Mesmero's eyes swirl.

The people seem to be okay if not a little confused. The sound of S.H.I.E.L.D. air craft fills the air. Director Nick Furry steps out. _Furry is one tough guy not to mention a super spy. Plus he's kinda my boss, sort of._ Agents cuff Mesmero and drag him away.

"Well, look at you. You did surprisingly well today, Kid. Caught Mesmero, minimum property damage, all in all, good job." Nick nods with approval. _You know it's kinda nice to hear a 'good job' every once in a while, instead of 'You're a menace Spider-Man' as Jameson yells on the morning news. Doesn't that guy have actual news to report?_

"Awe shucks, Nicky, you're making me blush," I tease.

"Logan, you staying out of trouble?" Nick asks The Wolverine.

"I'm trying to." Logan grunts as he chugs a beer. "Till whatever this is, happened." he points at me.

"You were going to _kill_ him." I scold him.

"Sometimes you have to go down to their level kid." He burps.

"Down to _their_ level? Unbelievable! I just can't...I can't...It just doesn't..." I mumble incredulous to myself.

"Hey, I don't believe it. You've got him speechless. Congrats, Logan. Do you know how long I've waited for someone to do that?" Nick laughs.

"Do have something to say to me, you punk?" Logan snarls at me.

"Only that you're the most disgusting person I've ever met. Seriously have you ever heard of a shower? Dude cause you reek!" I plug my nose for effect.

"Greenhorn," he scoffs and throws his beer can at the trash and walked away.

"He was gonna kill people, Nick with his _smell_," I glare after him. "I hope I never see that guy, again."

"Graaaaaaahhhhhhhhhhh!"then he belches. He's back and in my face I fall over to get away from the smell Mountain man produces.

"And I hope you enjoy your stay in our fair city." I say as I back away.

"Little Troll." He muttered and turned to go.

"Oh I'm the Troll, you know what." I shot a web at the back of his head. Wolverine turns around looking super pissed with his claws out.

"Enough," Nick says as I open my eyes. He's standing in front of us, hands out. Wolverine smirks, I stick my tongue out at him. "Isn't a school night," Nick turns to me.

"Fine by me I hope I never _smell_ the Wolverine in my life. And I mean ever." and turn and swung away.

My plate of noodles was turning in the microwave, as my Aunt May types on her laptop. _Aunt May already ate at six, and she thinks I was doing my homework upstairs. Aunt May doesn't know about Spider-Man. She works a lot to pay for the bills, since Uncle Ben died. _The clock on the microwave is close to ten, _I'm so beat. It's a good thing I'm a genius, and that I finish my homework in class. I've got one day till the weekend, tomorrow its Friday and I'm having a Star Wars movie marathon at Harry's._

"Peter, could you get the door?" Aunt May asks.

"Ah sure thing Aunt May." I wonder who it is? Please don't be that weird guy selling toothpaste again. I open the door and look out, _oh great it's my teammates._

Because I joined up with S.H.I.E.L.D, I had to team up with a bunch of rookies, - five of us in all.

Let's start with Luke Cage/Power-Man, out of all of the team, I'd say I get along with Luke the best. Luke's fifteen, chill, easygoing, and has extremely dense skin and muscle. So basically he has super strength and is really hard to injure.

Next is Iron Fist/Danny Rand a master martial artist and uses Dragon Chi, I know Dragon Chi I didn't believe it either. Also he rarely talks. Anyway Danny uses the Dragon Chi to increase his natural abilities to astonishing levels. His strength, speed, and senses can all be significantly increased. So Iron Fist is a Martial Artist Master. He focuses energy in his fist hence the name Iron Fist.

The only girl on the team, Ava Ayala/White Tiger and boy is she bossy. Nag, Nag, Nag, oh and she brags a lot to. She has this Jade amulet in the shape of a tiger. It gives her Cat powers I guess too.

And last and most definitely least Sam Alexander/Nova gets his powers from an energy called Nova. Gives him Super strength, speed, and durability. He can also fly, so unfair. Absorbs energy and release it.

"Parker, dude, this is your house?" Nova or as I like to call him Bucket Head asks.

"Yo! Peter did you do that Algebra homework?" Luke slaps a hand on my shoulder.

"Yeah, why? Do you need some help?" I look up at Luke.

"Yeah man, I really do." I don't mind helping Luke, its Bucket Head I have a problem with. He likes to try and cheat off of me.

"Dude, you were supposed to ask him if we could work off his paper." Sam says. I swear that guy is one of the laziest people I've ever met.

"Like Peter would say yes. Do your own homework Sam." Ava scoffs at him.

"Thank you, Ava," I smile.

"Beside after spending the entire night being The Ultimate Spider-Man there's no way its any good." I glare at her.

"You guys are supposed to be super heroes. Be...I don't know responsible. Besides its called muti-tasking, Ava, I do all of my homework in class." I throw my arms up in defeat.

"Dude. Just a peek?" Nova begs.

"No."

"Duuuude." Nova wines.

"What part of no don't you understand?" I say feeling a headache.

"The _no_ part, come on just one peak, Parker." He holds up one finger.

"Peter's right we should do our own homework Come let's go start right now." Luke fist pumps Danny.

"So did you guys have a reason for coming over or did you just come to bum off my homework?" I ask rolling my eyes.

"Coulson said no meetings this weekend. He couldn't get a hold of you so he sent us here instead." Ava looks annoyed at playing the messager.

"Peter, you have school in the morning. Say good night to your friends." Aunt May called from inside.

"Roger that, Aunt May, see you guys at school tomorrow." I shut the door. "Good night Aunt May." I walk up to my room and get ready for bed. I shut off the lights and fall into bed. As I'm slipping into sleep I see swirls on the inside of my eyelids.


	2. Chapter 2

**Disclaimer: I don't own Ultimate Spider-Man, Marvel does. I watched episode ten yesterday and I wanted to expand on the episode. So enjoy. Also I like Saber Tooth/Victor Creed from Wolverine Origins better, so I'm using the Liev Schreiber version. Cause his is so much more Bad Ass. **

**Freaky**

**Chapter Two**

Wolverine/Logan's P.O.V.

The scent of the mutant went left it smells familiar. But I couldn't place it, screams and the scent of fear filled the air. I follow it to the source, I look around at the chaotic group of people screaming and running around like chickens. I can smell something new, smells like a mutant. Some punk in a dorky red and blue spider costume drops into the crowd.

"Whoa, what's going on around here? Why all the crazy, people?" the Spider Kid yells. Must be a new mutant Chuck hasn't sensed. Wham! Some guy tackles me from behind. I grab him and throw the man into a wall, I look back over to the punk kid. He's crawling to a bus with about twenty people on his back. He knocks them off and makes it to the top. I run, jump onto the bus and turn to the kid to confront him.

"Wolverine! What are you doing here?" _So this kid knows me good, then he'll know I'm not messing around._

"Grrrrrrhhhhhaaaaaahhhhhhhh," _The kid looks scared, good I'll teach this punk a lesson about using his powers on people._ "Grrrrrrhhaaaaaaahhhhhhhhhhh what did you do to these people?"

I point at him with my claws and grab his clothes and pull him to my face as I snarl at him again. "Kid, you've got to the count of three to hit the off button on whatever it is on what you did to these people." I stick an unclawed fist in his face.

"What? I didn't do this, I can't do this. My name is Spider-Man duh," the kid pleads. _Spider-Man. Kid should have called himself Spider-Boy 'cause he ain't fooling anyone. _

"Count of three, Bub." I tighten my grip.

"Uh hello if I had the power to do this, don't you think I'd use it on you. Cause you seriously need a shower. We're both the good guys, I'm not going to fight you. You ferret . . ."

_Ferret, did that brat just call me a ferret?_ I didn't get the chance to teach the brat a lesson. The bus was being rocked by the crowd below, I fall into the crowd. I snarled at the crowds of people coming forward to attack me. Everything goes black and it…smells like a dumpster. _That's it no more Mr. Nice guy, the gloves are off. _My claws slide out, and I slice through the metal box.

"Who's first? Come on grrahhhh!" I roar at the people backing away.

"Hey stop, these are just people. Something's wrong with them put the claws away. Maybe they've been drugged." Spider-Kid grabbed at my shoulder and pointed at the crowd. I am impressed, not many people have the guts to do that, and I put my claws away.

"Nah, I could smell it then," _These people haven't been drugged. No, a mutant's doing this._

We're back to back now.

"So, you have mutant heightened senses?" _Kids we're in the middle of a fight and they still ask stupide questions._

"Ahh yeah." _I don't have time for this_.

"You really don't mind how bad you smell. Stand back I'm gonna web them to the wall . . ."

_This kid is really, really lucky we're in a fight right now._

"That won't work," I look at a fire hydrant by the sidewalk, _that'll do._

"Don't hurt anyone," The boy yells at me.

"Heh, now why would I do that?" I slash at the fire hydrant. _I won't hurt them…much._ I put my foot on the stream of water and spray the crowd and the punk.

"What the heck? It was Spider-Man," the crowd crows with anger. _Guess these people are blind and morons. Oh well I'm having fun._

"Haaahhhhhhaaaaaheh!" I snigger at the dripping wet people.

"Its just like they say on the T.V. Spider-Man is a menace," a fat man points at the kid.

"Jameson was right about you." someone from the mob shouts.

"I'm going to sue you." Shouts another woman, _the kid wears a mask how are you gonna sue him?_ I catch a familiar scent its Mesmero's scent. I turn and see him.

"Mesmero," I growl.

"Wolverine." Mesmero sounds frighten.

_Heh I always knew he was wimp._ "Minions, destroy that mutant!" I start running towards Mesmero. Then Twenty minions tackle me to the ground. Mesmero runs away laughing, Spider-Boy hits him with a web. _Very nice shot, not bad at all_. I jump up and throw the people off, walking to Mesmero's van, slice off the door and kick it.

"You have until the count of three, Mesmero, give their minds back." I slam him against the van hard. "If you can even count that high."

"Who is this guy?" Spider-Kid asks.

"This worm uses his mutant powers for crime. Let go of their minds, Bub." I slam Mesmero again.

"One . . ." my claw goes up. "Two . . ." my Second claw goes up. "If you've done the math, you know Three is gonna hurt."

"Okay, I give. I'll free them." Mesmero's eyes swirl.

The people wander off free from Mesmero's control. I can hear the sound of S.H.I.E.L.D. vehicles approaching. Nick Fury Steps out, and congratulates the kid. I spot an agent with a beer and walk over to him.

"Wanna give me a beer?Bub?" The agent jumps.

"Y-y-yeah here you go... uh Mr. Wolverine." 'Agent Rob' as his name tag reads, his hands shake as he hands me the can.

"Thanks." I swipe the beer from his hand and pop it open.

"Uh... I've got to go." Then the guy runs away.

"...What's his problem." I take a gulp.

"Logan, you staying out of trouble?" Nick asks me.

"I'm trying to." I grunt as I chug the beer. "'Till whatever this is, happened." I point at the red and blue dork.

"You were going to _kill_ him." Spider-Brat scolds me.

"Sometimes you have to go down to their level kid." I belch. _Kids these days, do they really expect for the bad guys to play fair? Naïve little brats. _

"Down to _their_ level? Unbelievable! I just can't...I can't...It just doesn't..." the punk mumbles to himself.

"Hey, I don't believe it. You've got him speechless. Congrats, Logan. Do you know how long I've waited for someone to do that?" Nick laughs. _I don't like this kid's attitude._

"Do have something to say to me, you punk?" I snarl at Spider-Punk.

"Only that you're the most disgusting person I've ever met. Seriously, have you ever heard of a shower? Dude 'cause you reek!" He plugs his nose for effect. _The kid must think it's cute I don't have time to waste on this little kid._

"Greenhorn," I scoff and throw my beer can at the trash and walk away.

"He was gonna kill people, Nick with his _smell_," I hear the kid say to Fury, _little punk if he kept running his mouth I'm going break his jaw_

"I hope I never see that guy, again."

_This greenhorn is asking for it. _

"Graaaaaaahhhhhhhhhhh!"I roar in the brat's face. He falls over to get away from me.

"And I hope you enjoy your stay in our fair city." the twerp says as he backs away.

"Little Troll." I mutter and turn to go.

"Oh I'm the Troll, you know what . . ."

_This kid is dead_, he shot a web at the back of my head. I turn around my primal instincts urging to show this weakling who's in charge.

"Enough," Nick says, as I glower at wimp then smirking as he hides behind Furry. The brat sticks his tongue out at me. "Isn't a school night?" Nick turns to the Spider-Rat.

"Fine by me I hope I never _smell_ the Wolverine in my life. And I mean ever." and the punk turns and swings away.

_Don't worry kid feeling mutual._

"Where'd did you find that brat?" I ask Furry as I take out my cigar. "Is he a mutant? Chuck's not going to be happy if he finds out you hid him from us." I light my cigar.

"Mutant? Not that I'm aware of, no if my sources are right, which they usually are. Spider-Man got his powers from a spider's bite. A genetically altered spider's bite, which then altered his D.N.A. I believe the correct term would be mutate not mutant," Furry rubs his bald head. "Kid's got a lot of potential, Logan, maybe you would be interested in giving him some tips."

"What are you saying that brat, is a part of S.H.I.E.L.D.? Jesus, Furry, the kid can't be more than...what fifteen, sixteen at the most. Why are you recruiting so young? Fury!" _Here I thought that S.H.I.E.L.D. wasn't supposed to recruit at such a young age. Wasn't that the deal they made with Chuck? Figures the government won't keep their word._

"Logan, it's not that simple. I had orders from higher up. To put it simply the President and his people don't want anymore unregistered vigilantes, unless they work for us. They were going to have me throw the kids in jail. If they refused, that's why I assembled the team," Nick looks tired I don't blame him.

_Dealing with politians will do that to you._

"Do these children even know what they gotten themselves into, Fury?" I take off my mask to look Fury in the eyes.

"I won't be sending the team on anything above what they're ready for, Logan. Give me a little credit. _I'm_ not going to endanger these kids. Beside Wolverine I wouldn't have pegged you as parental?" Furry grins at me.

"I guess living in a school of brats has rubbed off on me. Do want you want Nick. I'm gonna hit some bars." I turn my back to him and start walking away.

"Oh, I almost forgot to ask, how's the new suit?" Furry yells after me. "Think on my suggestion Logan, you could teach those kids a lot."

"Tell the guys to make a black one next time, instead one that looks like a six-year-old's crappy coloring book," I yell back at him. "And I can't stand kids."

# # #

I walk into the Bearback bar, back into my normal clothes. I sat at the bar to order a drink.

"Hey, get me a boiler, with extra whisky, Bub." I flip some bills to the bartender.

"Sure man, sure." The bartender eye the wad of cash and grins. He fixes the drink. "Here you go, man."

I take a long gulp of my drink. Pull out another cigar and light it. I take in a breath then breathe out the smoke. After my fifth drink someone taps me on the shoulder. I turn around ready to punch them out. But its not some overweight bastard, it's a woman. A red head, I lower my fist.

"Hey there, I haven't seen you around here before. You new to town, I'm Katie." The woman holds out her hand.

"Name's Logan, buy you a drink?" I grin at her.

"Go for it, Logan."

_ Thank God for red heads, I know I do. _

"So Logan, where are you from? Not from around here that's for sure." Katie asks leaning in closer.

"I'm from Canada." I with a subtle glance at her chest then look back up.

"I thought so, I'm from Michigan."

"Hey," some fat guy in a suit shouts. "You talk to the wood chucker but you won't talk to us?" Fatty gestures at my plaid flannel shirt. _If this guy wants a fight he'd better make it worth my while._

"Is that so, Fatso, well maybe she's talking to me because I'm better looking." I smirk and gulp down the last of my drink. I grind my cigar into the palm of my hand to put it out. The woman gasps as my hand heals in seconds. Tubber's friends are around him now, clenching their fists. Tubby rushes forward fist raised to punch. I catch it in mid-throw, I tighten my grip.

"You don't want to fight me, Bub." I catch his other fist in my left hand. One of his friends is coming toward me from my right. I turn and throw Fatty on top of him.

"Two down, four to go." I crack my knuckles in anticipation of a fight. The remaining Four look at each other. Then they run at me, one of the guys has got a metal pipe. He hits my head, I go down. The other three clap metal pipe guy on his back. I get back up and spit some of the blood out of my mouth. The four goons look horrified. I grin. Grab metal pipe guy by his shirt and throw him at a table.

"Three down, three to go." The last three run off screaming. _What dumb asses. Didn't even finish what they started._

"Oh my God, my boss is going to kill _me_." the bartender groans. I throw another wad of cash to him.

"That should cover the damages." I look around for the redhead, but she must have run off. "Red heads, who needs them." I grumble to myself.

As I head for my motel, I catch a scent. SaberTooth, I turn around trying to find its source. I run for three blocks but it's disappeared.

_If Victor in town it can't be good, for anyone._ I enter my hotel and snarl at the peppy employee, waving at me. I stomp up the stairs to my room 123. I fall into the chair in front of the T.V. surfing channels. I begin to fall asleep and close my eyes, I can see giant swirls on my lids. . .


	3. Chapter 3

**Disclaimer: I don't own Ultimate Spider-Man, Marvel does. I watched episode ten yesterday and I wanted to expand on the episode. So enjoy. Also I like Saber Tooth/Victor Creed from Wolverine Origins better, so I'm using the Liev Schreiber version. Cause his is so much more bad ass. **

**Freaky**

**Chapter three**

Peter Parker P.O.V.

I woke up this morning to Aunt May pounding on my door to wake me up. _It's time for school again, great. _I jump up out of bed and pull on my clothes, grab my backpack and slide down the stair's rail and run into the kitchen. At Aunt May is making oatmeal. _Eww! Oatmeal, gross maybe I can just slip past her. _I quietly backed out of the kitchen.

"Oh, Peter, there you are I'm so glad I caught you. Now we can have breakfast together, it's been so long since we had it together." Aunt May calls from inside the Kitchen. _Curses foiled again, it looks like the oatmeal wins this round. _I sat down and ate breakfast, Aunt May made sure I ate every bite.

I ran outside to catch the school bus, and it was off to school. _I have science first period so it's awesome. I get to work my brain right away. Okay sue me, I'm a nerd. _When I got to Mr. McCoy's class just in time I looked at the board. _Sweet, we're learning about genetics today. I'm so going to ace the pretest. _ Mr. McCoy's class ended and I walked to my next class. Mr. Reeves, he teaches English but he makes it so boring that I'm usually the only one who's not falling asleep in his class. I sit down in my seat as the bell rings.

As per usual the team is in almost all of my classes, almost all of them. Some of the classes on my schedule are too advanced for my teammates. Mr. Reeves starts talking about Romeo and Juliet my least favorite play of Will S.S. My vision begins to blur and swirl, my eyelids close as I try to stay awake. But it doesn't work and I slip into unconscious. 

_Agh...where am I? I'm in some seedy creepy Motel room. Okay how did I get here? Come on Parker, think. You're not tied up, you're alone, and I have hairy arms. I HAVE HAIRY BUFF ARMS! _

_Alright I did not have all that hair yesterday! Okay try to remember what happened yesterday. I went to school, I went to science club, I...I... I patrolled the city, I... met... Wolverine. I met Wolverine, and he was a class a jerk! Nick Furry...some guy called Mesmero. Then I went home had dinner, team showed up and went to bed. Then I took a nap in Mr. Reeves class._ I jump up off the chair, walking to the bathroom. I look at the mirror.

"Ahhhhhhhhhhhhhhhhhhhhhhh," I scream. "What the hell? Why do I look like some hairy logger man?!" I touch the foreign face. This is not my face!

"This has to be some kind of dream. Come on! Come on wake up!" I look more closely at the face. I gotta be in my late thirties, I've got five a clock shadow, huge sideburns. Black hair, dark blue eyes, kinda on the short side. _I smell something bad, wait that smell is me!_

I look around the room and try to find anything about this guy. The floor is littered with trash, gross. The T.V. is on the wresting channel.

A bag! Maybe it has some ID. I tear it open, holy shit! There's a yellow spandex costume it there! _I'm in the crazy badger man's body. I'm in Wolverine's body!_ I can feel my whole face pale. _If I'm in Wolverine's body..._

"Does that mean his in mine? Shit! He better not be late to any of my classes! I can't have another tardy! Wait! What am I saying? Wolverine at my school, in my body, this is a disaster." I look around for a phone. I see a land line, there's a burning pain in my hands I look down. The claws are coming up! I shake my hands, hoping they'll go away.

"Stupid claws! Go back down." I clench my Fists. "Please, please be a dream."

I end up slashing at almost everything until they go back down. I slowly had for the phone I punch in my cell number. It's ringing, yes someone picked up.

"Hello," Growls my voice.

"Oh no!" I groan in wolverine's voice.

"Who is this?" My voice growls again.

"We've switched bodies!" I freak out. "We switched entire bodies! What did you do? What freaky things have you done to me? That I'm in your hairy, Smelly, Wolverine body?"

"We've switched bodies?" My voice on the phone questions. "Switched bodies with who?"

"Grahh...you're in my body I'm Peter Parker, I'm Spider-Man!" the last part comes out as a wine but I freaking out here cut me some slack. "I mean you're Spider-Man. I don't know, how are _we_ going to fix this?" there's someone knocking at the door.

"Room service." I hear a deep voice growls from outside.

"Uh...one moment please." My voice shakes.

Door splinters rain over me as a giant man in a trench coat barges in.

"Hello Jimmy, did you miss me?" The man grins showing off his fangs.

"I...uh I think it's for you." I tell Wolverine on the other end of the line. The man rushes forward claws on his fingers out. I turn and kick him in the face, trying to hold on to the phone.

"Who or What is a SaberTooth?" I yell into the phone.

"He's a bad, bad, Mutant. Who has some weird fixation on me! And he thinks he's my brother. Get out of there! Now!" Wolverine yells back.

"What's the matter Runt? You're acting act a coward, fight like a man." Roared SaberTooth as he tried to rip my face off.

"Ah, No thank you."

"What's the matter with you Logan? No thank you? Since when you, use manners, Jimmy-boy." I jump on the T.V. to avoid his attack, the claws start acting up again.

"Hey! Wait, listen I know this might sound crazy but I'm not Wolverine." Claws are going out and in really fast. Damn that really hurts.

"What?" SaberTooth asks.

"Look I know you want to tear him apart and everything. And I totally sympathize with that. But I promise you I'm not" I don't get to finish as stab myself with my own claws.

"Ahhhhhhhhhhhhhh," I scream in pain.

"What the Fuck! Wolverine, is this some kind of a joke?"

"Hello?" Logan asks on the phone.

"He's trying to kill me. Find Coulson, find Coulson" I duck as Kitty slashes again.

"Kid, you're in my body, you'll heal. I'm coming to you stay where you are." I block.

"Noooo! No, stay put at school. I can't afford to miss class." I punch SaberTooth.

"Kid." I dive to the right.

"Stay there! Don't talk to anybody, don't touch anything, and do not get me dentition."

"I don't know what's going on. But there's no way I'm staying here, Bub." I didn't hear anything else because I jumped out the window. I hit the ground running. With the crazy cat man chasing after me. I instinctively try to jump up on a wall but I don't stick and fall down.

"Oh no." I groan as the claws start to go in and out my skin again. I try to fling a web at him. But it doesn't work I dodge left. I run a couple more block trying to shake of my tail. We both get hit by a car and SaberTooth lands on top of me. Then grads head to pull me up.

"You know Logan, you're taking all the fun out of this for Me." he snarls as he comes closer to my face. Damn, what is it with feral mutants and not taking showers.

"I'm not Wolverine." I tell him as the claws go back up. SaberTooth laughs then pulls back his fist.

"Let go you, freak!" I kick him in the face. Once my feet are on the ground I take off.

"Heh...Nice kitty." I shouldn't have said that out loud, because he looks so mad. He backs me to the road and just as he get ready to slice me to pieces I'm hit by a bus. I quickly slide to right side of the bus and shout.

"So long Sucker!" and wave to him.

The passengers in the windows look shocked as I look down at them.

"So how's your day going?" I ask them. My free hand's claws come out right into my stomach.

"Ahhhhhhhhhhhhhhhhhhhh," I cry out in pain. I ride the bus to till two blocks from my high school. Then I see...Me walking out of the school. That is one of the weirdest things I've ever seen.

"Hey I told you to stay put," I say as I stumble over to him.

"Yeah, well life's like that sometimes." I or rather Wolverine says as he throws my backpack.

"Alright, fine! Whatever! Just tell me what's going on? How did this happen to us?" I plead.

"How do you think this happened? That Mesmero Weasel did something to us." Logan glares at the grass.

"Oh man, you're right it had to be him. He's the only one, why didn't I think of it sooner." I hit my forehead.

"Wait, where's Sabertooth?" Logan looks alarmed.

"Don't worry, I lost him."

"You lost him! You don't lose him he's a tracker, like me. He's on your trail you dumb kid." Logan jabs my...his chest.

"No. I'm telling ya, I totally lost," SaberTooth lands on my back. "Ooophff." That really hurt.

"Well now I see, you really did get you're bodies switched. Haaaaaahaaaaaaaa. Now that's hilarious." SaberTooth laughed at us.

"Well that is what I kept telling you, dude." I say from the ground.

"Mehaaaahaaa. Dude?" His hands cover his eyes as he laughs again. "Jimmy got himself stuck in a little kid's body."

"Hey! I am not little, I'm fifteen! Jerk!" I shout at him. He got keeps laughing. I guess Jimmy got tried of SaberTooth laughing because he jumped up Twelve feet in the air and kicked him in the face. He lands and clenched his fist.

"Now we're talking." he smirks as he attacks again.

"Grahhhhhhhhhhhhh." SaberTooth growls.

"Grahhhhhhhhhhhh." Wolverine growls back. They start going at it and then Logan throws SaberTooth into a bus. What if someone sees?! I've got to get Wolverine to put on my costume before someone sees wimpy Peter Parker kicking some ass.

Logan start running to the bus.

"No stop!" I yell at him.

"Stop, Why?" he glares at me.

"You can't use your-my powers in public, you'll ruin my secret ID. Man!"

"Look kid I've got bigger Fish to fry than you and your teeny bopper soap opera." he points in the direction of the bus. Soap Opera... I'd rather be a Soap star than some grumpy old guy who smells really, really bad. But now that he mentions it my life would make a great Soap.

"Weird...put on my costume." I shove my backpack into his face. He shoves it back.

"No."

"Yes."

"No."

"Yesss."

"No. What is that tingling?" Wolverine stouts angrily, I look up SaberTooth is behind us. I pull us both out of the way of the incoming attack.

"It's my Spider-sense."

"What the hell is a Spider-Sense?"

"It's like an early warning system for danger." I answer him as I fight off SaberTooth.

"People can't see me running around using powers. Put on the costume!" I scream at Wolverine as SaberTooth tackles me.

"No!"

"Dude, put it on or I will shave off all your hair including your head hair. Put the damn costume on!" I kick out at SaberTooth.

"Leave the kid alone, it's me you want Victor." Wolverine punches Vicky in the face.

"I'm serious I will Wax off all of your hair." I yell desperately at him.

"Graahhhhhhhhhhh, alright fine." Wolverine run to the fallen back pack.

"Now where do you think you're going, Jimmy." SaberTooth says getting ready to lunge at him. I grab on to his leg to stop him from chasing Logan. Now all I have to do is kept Vicky busy.

"Let's go, Bub, come on!" Why did I say that? I'm starting to sound like Wolverine. We start throwing cars at each other. SaberTooth slashes at my chest, God Damn that hurts.

"Hey man, I'm the best at what I do... and I really have no idea why I just said that." Damn we'd better switch back soon or else I think we'll be stuck.

"Hey...uh Kid we need to switch." Logan calls from the line he's stuck on at the bridge. "Heads up." and he throws my web fluid to me.

I smirk as grab it shoot a web at SaberTooth's Face.

"Arghhhh." he tries to pull it off.

"Oh, I am so sorry. I got webbing all over your freakin' ugly face." I laugh.

"Arggaaaahhhhh." SaberTooth swipes blindly at me.

"Finish him!" yelled Spider-Wolv. I hit him in the stomach, then the head, then I jump up and kick him in the head, it knocks him back. Into a news stand.

"Finish him now!"

"Stop yelling at me!" SaberTooth jumps up and runs at me, I jump up over him and grab him from behind. Spider-Wolv jumps down from the bridge and right into SaberTooth's face.

"This mask's smells." Wolvy growls at me.

"Like you're one to talk, Dude." I shot back at him. SaberTooth gets back up, I look at Logan and we both smirk at each other. We both shoot our webs at SaberTooth, then we both punch. SaberTooth flies into a wall and he doesn't get back up.

"Stay." I tell the K. SaberTooth.

"AHaaaaaaaaaaaahaaahhaaaaaaa," Mesmero laughs. "Oh, Ahaaaaaaaaaaaa, oh what a treat!"

"Change us back!" Logan screams at Mesmero.

"What are you going to do? Arrest me? Ahaaaaaaahhaaaaaa," Mesmero is really starting to piss me off. I grab him by his neck and snarl in his face.

"Oh please, you're no Wolverine." my claws come out right by his face. He looks more intimated now. Then the claws start wigging out on me.

"Cut it out." Nick orders.

"It's not like I'm doing it on purpose. How do I stop?" I yell.

"You have to focus, Spider-Man. Focus!" Wolverine commands me.

"I am!"

"Apparently you're not." He glares at me. I breathe out and breathe in, focus. Claws go in, claws go out, in, out, in, out. Hey I think I'm getting the hang of this.

"Okay, got it." I turn back to Mesmero and put an unclawed fist in his face.

"You've till the count of three! To change us back!" I tell him.

"Okay, okay, I'll relish you." Mesmero's eyes swirl. My eyes swirl... and I back! I'm back in my body! Whoowho! I'm not a smelly old guy anymore. I touch my face as I pull my mask over my mouth. I'm so glad this is over.

"All right then. Is everyone back in their normal bodies?" Nick asks us. I don't respond as I kept touching my face. Wolverine growls and shoves Mesmero against the wall.

"Arghhh, you slimy," Wolverine's claws are in Mesmero's face.

"Logan!" Nick shouts. Mesmero whimpers as Logan shove him. Then let's go. Wolverine glares then spits, and he walks back over to us.

"One day, one day. You will all feel my wrath, I-" I cut Mesmero off with a web to his mouth.

"Well that was strange," I hold my hand out to Wolverine. "I mean I was just starting to hate you, but you're alright, Dude."

Wolverine stares at me then he punches me on the shoulder and starts walking away.

I run after him. "So I'll Text you, we should totally hang out, sometime."

"You've got a good thing going here kid." he turns to look at me.

"I do?" he walks over to one of the air craft on the deck of the air ship.

He kepts talking. "Friends, a life," he opens the cockpit door on the air craft, climbs in. "Don't take it for granted. You'll look back on this and you'll realize how good you really have it." He starts the plane and salutes at me. I wave at him and Agents start coming outside.

"Hey! you can't take that!" they yell at him. "You don't have authorizing." Not that it makes much difference. This is Wolverine we're talking about. "Get back here!" I give Wolverine a thumbs up. and swing off the Air craft.

"Maybe, Wolverine's right I do have it pretty good, at least compared to-" I starting falling after my last web fails. "Oh, come on, he use up all my Webs."

**Okay thumbs up if you know who Mr. McCoy is, Sorry it took so long. **


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